A/N: How did I not know these did not exist?! I found the Hetalia Goodnight with Sheep tracks, which are them trying to go to sleep by counting sheep. At the end of the cd, they have special tracks called "resting with". Pretty much, they count sheep for you. Its so...ahhhhh! I actually managed to fall asleep to Canada's. Anyway, I really wanted to do something cute inspired by it, so I came up with this. I hope you all like it! And please leave a review if you can. It's much appreciated. And thank you all once again!


Akbar(2pPrussia) Matt(2pCanada) Allen(2pAmerica)

Oliver(2pEngland) Lutz(2pGermanyLuciano(2p Italy)


Matt brought the bed sheets up higher, trying to cover up his face from the cold air. He grumbled a bit and buried his face deeper into the pillow beneath him. It was rare that Matt felt so comfortable and warm. Pulling his pillow close to his chest, he hugged it close, soaking up the warmth. His pillow was surprisingly firm, and almost wasn't like fabric and stuffing. Still it was comfortable, and the faint smell was absolutely soothing, like vanilla and some spice, like cinnamon, so the Canadian simply hugged tighter, burying his face in the pillow's long silver hair.

He paused for a moment.

"Ah!" Matt yelled, snapping awake as he realized he wasn't snuggling with his pillow but Akbar, his prussian boyfriend. His silverette boyfriend he knew wasn't even in his house when he went to sleep. The blond almost fell out of bed as he pushed himself away, Akbar watching silently with half lidded blue eyes as he flailed about.

"What the fuck are you doing in my bed?!" Matt growled, a light blush spreading across his cheeks. Akbar tilted his head to the side, letting out a small peep of confusion, as if he had been asked a question that made no sense.

"Trying to sleep," he answered simply, making Matt face palm. Getting over his initial panic, the blond scooted back into his spot, wiping his eyes.

"Yeah, that's what people do in the middle of the night, but in their OWN bed. Why are you in mine?" Matt asked, glancing at the clock. It was two in the morning.

"I couldn't-" Akbar was cut off by a long yawn, tears pricking the corner of his closed eyes. He wiped them away with his sleeve, then continued. "I couldn't fall asleep in my own bed."

"So you hop into mine?" Matt asked, not looking at the silverette. The yawn was so cute that his blush had darkened some. The blonde didn't even bother asking how the Prussian had managed to get to his house in the first place, despite the distance between their houses. He had just accepted the fact that Akbar had the mysterious ability to pop up just about anywhere, usually scaring the crap out of him. The one in question nodded.

"Well, go downstairs and go to sleep then," Matt grumbled, a physical person, but in a more violent way rather than tender. Being ignored by Oliver and Allen as a kid, he never slept close to someone until he met Akbar, who kept slipping into bed with him. It wasn't exactly a bad experience, but it was still a new experience for the blonde, so he tried to avoid it.

Akbar shook his head at what he felt was more of a suggestion rather than a demand. The silverette simply flopped back down onto the mattress, staring up at Matt. While his face was neutral, he noticed a pleading look in his bright blue eyes. Matt felt a small squeeze in his chest and let out a sigh. He couldn't really no when he was looking at him like that.

"Fine, but stick to your side," Matt said, caving. Akbar nodded, moving away from Matt a bit and wrapping himself in the blanket. Matt followed suit, laying back down and keeping his eyes focused on the ceiling. "Night," he mumbled, closing his eyes and trying to go back to sleep.

It had only been about ten minutes or so, but Matt couldn't fall asleep. A tugging feeling of his insides was keeping him awake. He cracked open his eyes, looking up at the ceiling. It was probably nerves, since he wasn't used to sleeping with someone, but it was slightly different from that. Like something was wrong. Although his face was turning pink, he glanced over at Akbar. To his surprise, he was still awake, blue staring out at the wall. He hadn't noticed it at first, probably because of the angle they were in, but there were somewhat dark bags under his eyes, like he hadn't slept in days.

"Akbar?" Matt called out, his voice startling the other slightly since Matt had trouble controlling his volume. The silverette's eyes widen in surprise, but quickly returned to normal. He moved his head to look over at the blond.

"Hm?" he hummed, brushing away some hair out of his face.

"You're still awake?" Matt asked, though the answer was obvious. Akbar nodded. "Can't you just go to sleep?"

"I can't," he shrugged, looking sleepy and rather pitiful. He really couldn't. For the past few days, he hadn't been able to get a good nights sleep, his constant thoughts that bounced around in his head, never escaping his lip, keeping him up.

Matt felt a squeeze in his heart at the unusually hopeless look in his eyes and couldn't help but pull the other in close. Akbar let out a peep of surprise, since Matt never let him sleep that close, at least, not while he was conscious. The dusty pink of a spreading blush was noticable even in the dark, Akbar's skin being so pale it stood out greatly. Akbar soaked up the comforting warmth of the Canadian, feeling his chin resting on his head, and strong arms wrapping around his thin frame. Close to his chest, he could hear faintly the sound of the other's heartbeat.

"Go to sleep now, okay?" Matt said as softly as he could, although it was still pretty loud. He rested his chin on his silver locks, wrapping his arms around Akbar, soaking up the warmth from the thin frame. He felt Akbar nod under him. Face still red, thought about why Akbar looked so exhausted and why he didn't notice before. But it was too late for his mind to think his thoughts clearly, so he closed his eyes and tried to fall back asleep once again, cradling Akbar in his arms.


2:45 am was displayed in red on the alarm clock as Matt felt himself awake again. He groaned, frustrated. Feeling his boyfriend against him was probably the reason for it, he deduced, the abnormally for him close contact making him to nervous to sleep. Burying his face into the silver locks, he felt himself run cold when he couldn't feel breathing from the one he was hugging.

The moment of panic was over quick when he remembered that Akbar didn't really breath, or more of it was difficult to tell if he was. But that was something he only did when he was awake, able to stand so still with his chest not even rising or falling enough to be noticed that he almost looked like a beautiful mannequin. The only time he had ever really seen the silverette actually breath like a normal person when he was asleep.

"You're awake," Matt stated, looking out the window into the night. The room was silent for a good moment.

"Yes," Akbar answered. Matt pried him away from him so he could look at his face. Akbar looked exhausted, eyes half lidded and miserable. Matt figured he wouldn't be able to sleep until Akbar managed to finally rest, so he gentle stroked the other's hair. He didn't understand why he was having so much trouble, since it wasn't uncommon for him to find Akbar asleep in his bed, but he didn't like seeing him like this.

"Is there anything that'd help you?" Matt asked gently, much to Akbar's surprise. He pondered for a moment, thinking of ways he knew helped sleep. Tea was supposed to help, but it was a method he tried. He hated the taste and had to deal with an oddly flavored tongue for the rest of the night. Music didn't help either. He loved hearing the melodies so much he couldn't fall asleep through them. His mind wandered to a different technique though, to one that West had told him about.

"Sheep?" Akbar suggested, much to Matt's confusion.

"What the hell can a fucking sheep do?" Matt grumbled, not even sure where to find a sheep or what it could do to help someone sleep.

"You count them, i think," Akbar said, recalled Lutz saying it was how Luciano managed to take care of his rather hyper brother.

"So you want me to count imaginary sheep so you can sleep? That sounds stupid, you know," Matt sighed, rubbing circles on the other's back. Akbar remained quiet, thinking of a new idea since the blond didn't seem to like the sheep.

"Fine," he grumbled, much to Akbar's surprise. The blond shifted to lay on his back, moving Akbar to lay on his chest. One hand on his back, rubbing calming circles, the other awkwardly holding his thin hand, Matt rested his cheek on his hand. His face was burning. "J-just close your eyes, eh?"

Akbar complied, shutting tired eyes, though he felt very much awake. The steady rise and fall of Matt's chest and the slightly fast beating of his heart were soothing though. One arm stuck underneath himself, he draped his other across the Canadian's toned stomach.

"Don't blame me if I suck," Matt said embarrassed since he had never done something like this before. Akbar simply hummed in response. He took a deep breath and tried to relax himself.

"One sheep,"Matt began, trying extremely hard to make sure it came out as barely louder than a whisper. His voice wasn't used to being so quiet. He though for a moment, thinking just counting would be kind of boring.

"Two sheep...jumping over a fence...three sheep jumping over a fence...f-four sheep jumping over the fence...," Matt whispered awkwardly. Akbar couldn't help but smile at how cute the blond sounded. He snuggled closer into his chest, closing his eyes and focusing on Matt's voice.

"Five sheep jumping over a fence...why are stupid sheep jumping over a fence anyway?" he asked irritated by the stupid antics of stupid fluffy animals, earning a tired chuckle from Akbar.

"Bored?" he offered, not too sure himself. Matt ignored him as he continued counting. Akbar closed his eyes as he listened to Matt's voice speak again. When he actually tried to be quiet, his voice was quite soothing and relaxing.

"Six sheep...jumping over a fence...seven sheep...jumping over a fence...eight sheep...jumping over..."


"Twenty...two...sheep...jumping over..."Matt tried to continue, being cut off by his own long yawn. He had woken up in the early hours of the morning and counting sheep was actually making fall back asleep. Eyes half-lidded, he blinked when he heard a small snore, almost inaudible but still there. Matt gave a tired half smile when he felt Akbar's chest rise and fall against his side, indicating that the prussian had indeed slipped into comfortable sleep.

Pale lips parted slightly and eyes closed peacefully, with several locks of silver falling onto his face, Matt couldn't help but think he was absolutely adorable, though he'd never say it aloud. Done with the stupid sheep that actually did what they were supposed to, Matt gently nuzzling into his white locks and closing his eyes as well, drifting off to sleep and holding his boyfriend close.


A/N: Akbar's ability to not look like he's breathing was actually based on an old middle school classmate. He would sometimes slump in his chair, eyes open, mouth ajar, his chest not moving. Even if you touched his chest, it was near impossible to tell he was actually breathing or alive. It was really freaky. I remember my mother always panicking because I used to be a really heavy sleeper, but I didn't really breath when I slept, or rather, it was hard to tell if I was. A lot of the time, she thought I might have died in my sleep since she couldn't wake me up. I've managed to sleep less (usually not at all for extended periods of time) so I'm easier to wake, although I don't know if I still look like I'm dead, since nobody is there to to tell me. Alright, enough of random story time!

I was in huge debate on whether it should be Matt or Akbar counting sheep, since I think both would be really cute, but I decided on Matt. I like making him do embarrassing stuff.

Anyway, I hope you all liked this and I would appreciate itif you could drop a review. Well, thank you all again and until next time!